Tips and traps for in-house lawyers—key issues in securitisation transaction
Produced in partnership with Alice Carpenter
Tips and traps for in-house lawyers—key issues in securitisation transaction

The following Banking & Finance guidance note Produced in partnership with Alice Carpenter provides comprehensive and up to date legal information covering:

  • Tips and traps for in-house lawyers—key issues in securitisation transaction
  • What role(s) is the bank being appointed to undertake?
  • Choice of external law firms
  • Things to consider when asking law firms for quotes
  • Jurisdictional considerations when appointing counsel
  • Legal opinions
  • Mandate letter
  • Transaction documentation and prospectus
  • Subscription agreement
  • Due diligence on the originator
  • more

BREXIT: As of 31 January 2020, the UK is no longer an EU Member State, but has entered an implementation period during which it continues to be treated by the EU as a Member State for many purposes. As a third country, the UK can no longer participate in the EU’s political institutions, agencies, offices, bodies and governance structures (except to the limited extent agreed), but the UK must continue to adhere to its obligations under EU law (including EU treaties, legislation, principles and international agreements) and submit to the continuing jurisdiction of the Court of Justice of the European Union in accordance with the transitional arrangements in Part 4 of the Withdrawal Agreement. For further reading, see: Brexit—introduction to the Withdrawal Agreement. This has an impact on securitisation transactions. For guidance, see Practice Note: Brexit—impact on finance transactions—Brexit planning and impact—financial services, Brexit—impact on finance transactions—Key issues for securitisation transactions and Brexit—impact on finance transactions—Derivatives and debt capital markets transactions—key SIs.

A bank or financial institution may undertake multiple roles in a securitisation transaction. The extent of an in-house counsel’s involvement in that transaction will be dictated by those roles and by the nature and the complexity of the particular transaction.

This Practice Note focuses predominately on ‘true sale’ securitisations (issued under Regulation S of the Securities Act of 1933, as